Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender’s U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender’s Reserve Account such Lender’s CAM Percentage of
Appears in 3 contracts
Samples: Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Holdings Corp), Credit Agreement (TRW Automotive Holdings Corp)
Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender’s 's U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a “"Reserve Account”") or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender’s 's Reserve Account such Lender’s 's CAM Percentage ofof (x) the amounts received from the Revolving Credit Lenders as provided above and (y) the amounts on deposit in the Unfunded Ancillary Credit Extension Account. The Administrative Agent shall have sole dominion and control over each Reserve Account, and the amounts deposited in each Reserve Account shall be held in such Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the Reserve Accounts in respect of each Letter of Credit and Unfunded Ancillary Credit Extension and the amounts on deposit in respect of each Letter of Credit and Unfunded Ancillary Credit Extension attributable to each Lender's CAM Percentage. The amounts held in each Lender's Reserve Account shall be held as a reserve against the Revolving L/C Exposures and payment obligations in respect of Unfunded Ancillary Credit Extensions, shall be the property of such Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the U.S. Borrower to pay interest to such Lender, it being agreed that the reimbursement obligations in respect of (x) Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.05, and (y) disbursements under any Ancillary Facility shall arise only at such time as payments are required under such Ancillary Facility.
(b) In the event that after the CAM Exchange Date any drawing shall be made in respect of a Letter of Credit or any payment shall be made in respect of an Unfunded Ancillary Credit Extension, the Administrative Agent shall, at the request of the applicable Issuing Bank or Ancillary Lender, as applicable, withdraw from the Reserve Account of each Lender any amounts, up to the amount of such Lender's CAM Percentage of such drawing or payment, deposited in respect of such Letter of Credit or Unfunded Ancillary Credit Extension and remaining on deposit and deliver such amounts, in the case of a Letter of Credit, to such Issuing Bank in satisfaction of the reimbursement obligations of the U.S. Revolving Facility Lenders under Section 2.05(d) (but not of the U.S. Borrower under Section 2.05(e)) or, in the case of an Unfunded Ancillary Credit Extension, to the applicable Ancillary Lender. In the event that any U.S. Revolving Facility Lender shall default on its obligation to pay over any amount to the Administrative Agent as provided in this Section 11.02, the applicable Issuing Bank shall have a claim against such U.S. Revolving Facility Lender to the same extent as if such Lender had defaulted on its obligations under Section 2.05(d), but shall have no claim against any other Lender in respect of such defaulted amount, notwithstanding the exchange of interests in the applicable Borrower's reimbursement obligations pursuant to Section 11.01. Each other Lender shall have a claim against such defaulting U.S. Revolving Facility Lender for any damages sustained by it as a result of such default, including, in the event that such Letter of Credit shall expire undrawn, its CAM Percentage of the defaulted amount.
(c) In the event that after the CAM Exchange Date any Letter of Credit shall expire undrawn, or an Unfunded Ancillary Credit Extension shall expire without requiring payment, the Administrative Agent shall withdraw from the Reserve Account of each Lender the amount remaining on deposit therein in respect of such Letter of Credit, or Unfunded Ancillary Credit Extension, as applicable, and distribute such amount to such Lender.
(d) With the prior written approval of the Administrative Agent (not to be unreasonably withheld), any Lender may withdraw the amount held in its Reserve Account in respect of the undrawn amount of any Letter of Credit or Unfunded Ancillary Credit Extension. Any Lender making such a withdrawal shall be unconditionally obligated, in the event there shall subsequently be a drawing under such Letter of Credit or payment in respect of an Unfunded Ancillary Credit Extension, to pay over to the Administrative Agent, for the account of the Issuing Bank or Ancillary Lender, as applicable, on demand, its CAM Percentage of such drawing or payment.
(e) Pending the withdrawal by any Lender of any amounts from its Reserve Account as contemplated by the above paragraphs, the Administrative Agent will, at the direction of such Lender and subject to such rules as the Administrative Agent may prescribe for the avoidance of inconvenience, invest such amounts in Permitted Investments. Each Lender that has not withdrawn its amounts in its Reserve Account as provided in paragraph (d) above shall have the right, at intervals reasonably specified by the Administrative Agent, to withdraw the earnings on investments so made by the Administrative Agent with amounts in its Reserve Account and to retain such earnings for its own account.
Appears in 3 contracts
Samples: Credit Agreement (TRW Automotive Inc), Credit Agreement (TRW Automotive Inc), Credit Agreement (TRW Automotive Holdings Corp)
Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender’s 's U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal 141 to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a “"Reserve Account”") or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender’s 's Reserve Account such Lender’s 's CAM Percentage ofof (x) the amounts received from the Revolving Credit Lenders as provided above and (y) the amounts on deposit in the Unfunded Ancillary Credit Extension Account. The Administrative Agent shall have sole dominion and control over each Reserve Account, and the amounts deposited in each Reserve Account shall be held in such Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the Reserve Accounts in respect of each Letter of Credit and Unfunded Ancillary Credit Extension and the amounts on deposit in respect of each Letter of Credit and Unfunded Ancillary Credit Extension attributable to each Lender's CAM Percentage. The amounts held in each Lender's Reserve Account shall be held as a reserve against the Revolving L/C Exposures and payment obligations in respect of Unfunded Ancillary Credit Extensions, shall be the property of such Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the U.S. Borrower to pay interest to such Lender, it being agreed that the reimbursement obligations in respect of (x) Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.05, and (y) disbursements under any Ancillary Facility shall arise only at such time as payments are required under such Ancillary Facility.
(b) In the event that after the CAM Exchange Date any drawing shall be made in respect of a Letter of Credit or any payment shall be made in respect of an Unfunded Ancillary Credit Extension, the Administrative Agent shall, at the request of the applicable Issuing Bank or Ancillary Lender, as applicable, withdraw from the Reserve Account of each Lender any amounts, up to the amount of such Lender's CAM Percentage of such drawing or payment, deposited in respect of such Letter of Credit or Unfunded Ancillary Credit Extension and remaining on deposit and deliver such amounts, in the case of a Letter of Credit, to such Issuing Bank in satisfaction of the reimbursement obligations of the U.S. Revolving Facility Lenders under Section 2.05(d) (but not of the U.S. Borrower under Section 2.05(e)) or, in the case of an Unfunded Ancillary Credit Extension, to the applicable Ancillary Lender. In the event that any U.S. Revolving Facility Lender shall default on its obligation to pay over any amount to the Administrative Agent as provided in this Section 11.02, the applicable Issuing Bank shall have a claim against such U.S. Revolving Facility Lender to the same extent as if such Lender had defaulted on its obligations under Section 2.05(d), but shall have no claim against any other Lender in respect of such defaulted amount, notwithstanding the exchange of interests in the applicable Borrower's reimbursement obligations pursuant to Section 11.01. Each other Lender shall have a claim against such defaulting U.S. Revolving Facility Lender for any damages sustained by it as a result of such default, including, in the event that such Letter of Credit shall expire undrawn, its CAM Percentage of the defaulted amount.
(c) In the event that after the CAM Exchange Date any Letter of Credit shall expire undrawn, or an Unfunded Ancillary Credit Extension shall expire without requiring payment, the Administrative Agent shall withdraw from the Reserve Account of each Lender the amount remaining on deposit therein in respect of such Letter of Credit, or Unfunded Ancillary Credit Extension, as applicable, and distribute such amount to such Lender.
(d) With the prior written approval of the Administrative Agent (not to be unreasonably withheld), any Lender may withdraw the amount held in its Reserve Account in respect of the undrawn amount of any Letter of Credit or Unfunded Ancillary Credit Extension. Any Lender making such a withdrawal shall be unconditionally obligated, in the event there shall subsequently be a drawing under such Letter of Credit or payment in respect of an Unfunded Ancillary Credit Extension, to pay over to the Administrative Agent, for the account of the Issuing Bank or Ancillary Lender, as applicable, on demand, its CAM Percentage of such drawing or payment.
(e) Pending the withdrawal by any Lender of any amounts from its Reserve Account as contemplated by the above paragraphs, the Administrative Agent will, at the direction of such Lender and subject to such rules as the Administrative Agent may prescribe for the avoidance of inconvenience, invest such amounts in Permitted Investments. Each Lender that has not withdrawn its amounts in its Reserve Account as provided in paragraph (d) above shall have the right, at intervals reasonably specified by the Administrative Agent, to withdraw the earnings on investments so made by the Administrative Agent with amounts in its Reserve Account and to retain such earnings for its own account.
Appears in 2 contracts
Samples: Amendment and Restatement Agreement (TRW Automotive Inc), Amendment and Restatement Agreement (TRW Automotive Inc)
Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender’s 's U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a “"Reserve Account”") or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender’s 's Reserve Account such Lender’s 's CAM Percentage ofof (x) the amounts received from the Revolving Credit Lenders as provided above and (y) the amounts on deposit in the Unfunded Ancillary Credit Extension Account. The Administrative Agent shall have sole dominion and control over each Reserve Account, and the amounts deposited in each Reserve Account shall be held in such Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the Reserve Accounts in respect of each Letter of Credit and Unfunded Ancillary Credit Extension and the amounts on deposit in respect of each Letter of Credit and Unfunded Ancillary Credit Extension attributable to each Lender's CAM Percentage. The amounts held in each Lender's Reserve Account shall be held as a reserve against the Revolving L/C Exposures and payment obligations in respect of Unfunded Ancillary Credit Extensions, shall be the property of such Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the U.S. Borrower to pay interest to such Lender, it being agreed that the reimbursement obligations in respect of (x) Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.05, and (y) disbursements under any Ancillary Facility shall arise only at such time as payments are required under such Ancillary Facility.
(b) In the event that after the CAM Exchange Date any drawing shall be made in respect of a Letter of Credit or any payment shall be made in respect of an Unfunded Ancillary Credit Extension, the Administrative Agent shall, at the request of the applicable Issuing Bank or Ancillary Lender, as applicable, withdraw from the Reserve Account of each Lender any amounts, up to the amount of such Lender's CAM Percentage of such drawing or payment, deposited in respect of such Letter of Credit or Unfunded Ancillary Credit Extension and remaining on deposit and deliver such amounts, in the case of a Letter of Credit, to such Issuing Bank in satisfaction of the reimbursement obligations of the U.S. Revolving Facility Lenders under Section 2.05(d) (but not of the U.S. Borrower under Section 2.05(e)) or, in the case of an Unfunded Ancillary Credit Extension, to the applicable Ancillary Lender. In the event that any U.S. Revolving Facility Lender shall default on its obligation to pay over any amount to the Administrative Agent as provided in this Section 11.02, the applicable Issuing Bank shall have a claim against such U.S. Revolving Facility Lender to the same extent as if such Lender had defaulted on its obligations under Section 2.05(d), but shall have no claim against any other Lender in respect of such defaulted amount, notwithstanding the exchange of interests in the applicable Borrower's reimbursement obligations pursuant to Section 11.01. Each other Lender shall have a claim against such defaulting U.S. Revolving Facility Lender for any damages sustained by it as a result of such default, including, in the event that such Letter of Credit shall expire undrawn, its CAM Percentage of the defaulted amount.
(c) In the event that after the CAM Exchange Date any Letter of Credit shall expire undrawn, or an Unfunded Ancillary Credit Extension shall expire without requiring payment, the Administrative Agent shall withdraw from the Reserve Account of each Lender the amount remaining on deposit therein in respect of such Letter of Credit, or Unfunded Ancillary Credit Extension, as applicable, and distribute such amount to such Lender.
(d) With the prior written approval of the Administrative Agent (not to be unreasonably withheld), any 217 Lender may withdraw the amount held in its Reserve Account in respect of the undrawn amount of any Letter of Credit or Unfunded Ancillary Credit Extension. Any Lender making such a withdrawal shall be unconditionally obligated, in the event there shall subsequently be a drawing under such Letter of Credit or payment in respect of an Unfunded Ancillary Credit Extension, to pay over to the Administrative Agent, for the account of the Issuing Bank or Ancillary Lender, as applicable, on demand, its CAM Percentage of such drawing or payment.
(e) Pending the withdrawal by any Lender of any amounts from its Reserve Account as contemplated by the above paragraphs, the Administrative Agent will, at the direction of such Lender and subject to such rules as the Administrative Agent may prescribe for the avoidance of inconvenience, invest such amounts in Permitted Investments. Each Lender that has not withdrawn its amounts in its Reserve Account as provided in paragraph (d) above shall have the right, at intervals reasonably specified by the Administrative Agent, to withdraw the earnings on investments so made by the Administrative Agent with amounts in its Reserve Account and to retain such earnings for its own account.
Appears in 1 contract
Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender’s U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a “Reserve Account”) or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender’s Reserve Account such Lender’s CAM Percentage ofof (x) the amounts received from the Revolving Credit Lenders as provided above and (y) the amounts on deposit in the Unfunded Ancillary Credit Extension Account. The Administrative Agent shall have sole dominion and control over each Reserve Account, and the amounts deposited in each Reserve Account shall be held in such Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the Reserve Accounts in respect of each Letter of Credit and Unfunded Ancillary Credit Extension and the amounts on deposit in respect of each Letter of Credit and Unfunded Ancillary Credit Extension attributable to each Lender’s CAM Percentage. The amounts held in each Lender’s Reserve Account shall be held as a reserve against the Revolving L/C Exposures and payment obligations in respect of Unfunded Ancillary Credit Extensions, shall be the property of such Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the U.S. Borrower to pay interest to such Lender, it being agreed that the reimbursement obligations in respect of (x) Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.05, and (y) disbursements under any Ancillary Facility shall arise only at such time as payments are required under such Ancillary Facility.
(b) In the event that after the CAM Exchange Date any drawing shall be made in respect of a Letter of Credit or any payment shall be made in respect of an Unfunded Ancillary Credit Extension, the Administrative Agent shall, at the request of the applicable Issuing Bank or Ancillary Lender, as applicable, withdraw from the Reserve Account of each Lender any amounts, up to the amount of such Lender’s CAM Percentage of such drawing or payment, deposited in respect of such Letter of Credit or Unfunded Ancillary Credit Extension and remaining on deposit and deliver such amounts, in the case of a Letter of Credit, to such Issuing Bank in satisfaction of the reimbursement obligations of the U.S. Revolving Facility Lenders under Section 2.05(d) (but not of the U.S. Borrower under Section 2.05(e)) or, in the case of an Unfunded Ancillary Credit Extension, to the applicable Ancillary Lender. In the event that any U.S. Revolving Facility Lender shall default on its obligation to pay over any amount to the Administrative Agent as provided in this Section 11.02, the applicable Issuing Bank shall have a claim against such U.S. Revolving Facility Lender to the same extent as if such Lender had defaulted on its obligations under Section 2.05(d), but shall have no claim against any other Lender in respect of such defaulted amount, notwithstanding the exchange of interests in the applicable Borrower’s reimbursement obligations pursuant to Section 11.01. Each other Lender shall have a claim against such defaulting U.S. Revolving Facility Lender for any damages sustained by it as a result of such default, including, in the event that such Letter of Credit shall expire undrawn, its CAM Percentage of the defaulted amount.
(c) In the event that after the CAM Exchange Date any Letter of Credit shall expire undrawn, or an Unfunded Ancillary Credit Extension shall expire without requiring payment, the Administrative Agent shall withdraw from the Reserve Account of each Lender the amount remaining on deposit therein in respect of such Letter of Credit, or Unfunded Ancillary Credit Extension, as applicable, and distribute such amount to such Lender.
(d) With the prior written approval of the Administrative Agent (not to be unreasonably withheld), any Lender may withdraw the amount held in its Reserve Account in respect of the undrawn amount of any Letter of Credit or Unfunded Ancillary Credit Extension. Any Lender making such a withdrawal shall be unconditionally obligated, in the event there shall subsequently be a drawing under such Letter of Credit or payment in respect of an Unfunded Ancillary Credit Extension, to pay over to the Administrative Agent, for the account of the Issuing Bank or Ancillary Lender, as applicable, on demand, its CAM Percentage of such drawing or payment.
(e) Pending the withdrawal by any Lender of any amounts from its Reserve Account as contemplated by the above paragraphs, the Administrative Agent will, at the direction of such Lender and subject to such rules as the Administrative Agent may prescribe for the avoidance of inconvenience, invest such amounts in Permitted Investments. Each Lender that has not withdrawn its amounts in its Reserve Account as provided in paragraph (d) above shall have the right, at intervals reasonably specified by the Administrative Agent, to withdraw the earnings on investments so made by the Administrative Agent with amounts in its Reserve Account and to retain such earnings for its own account.
Appears in 1 contract
Letters of Credit and Unfunded Ancillary Credit Extensions. (a) In the event that on the CAM Exchange Date any Letter of Credit shall be outstanding and undrawn in whole or in part, or any L/C Disbursement shall not have been reimbursed either by an Applicant Party or, in the case of any L/C Disbursement made in Dollars, with the proceeds of a U.S. Revolving Facility Borrowing or Swingline Dollar Borrowing, each U.S. Revolving Facility Lender shall promptly pay over to the Administrative Agent, in immediately available funds, an amount in Dollars equal to such U.S. Revolving Facility Lender’s 's U.S. Revolving Facility Percentage of such undrawn face amount (or, in the case of any Foreign Currency Letter of Credit, the Dollar Equivalent of such face amount) or (to the extent it has not already done so) such unreimbursed drawing, as applicable, together with interest thereon from the CAM Exchange Date to the date on which such amount shall be paid to the Administrative Agent at the rate that would be applicable at the time to an ABR Revolving Loan in a principal amount equal to such undrawn face amount or unreimbursed drawing, as applicable. The Administrative Agent shall establish a separate account (each, a “"Reserve Account”") or accounts for each Lender for the amounts received with respect to each such Letter of Credit pursuant to the preceding sentence The Administrative Agent shall deposit in each Lender’s 's Reserve Account such Lender’s 's CAM Percentage ofof (x) the amounts received from the Revolving Credit Lenders as provided above and (y) the amounts on deposit in the Unfunded Ancillary Credit Extension Account. The Administrative Agent shall have sole dominion and control over each Reserve Account, and the amounts deposited in each Reserve Account shall be held in such Reserve Account until withdrawn as provided in paragraph (b), (c), (d) or (e) below. The Administrative Agent shall maintain records enabling it to determine the amounts paid over to it and deposited in the Reserve Accounts in respect of each Letter of Credit and Unfunded Ancillary Credit Extension and the amounts on deposit in respect of each Letter of Credit and Unfunded Ancillary Credit Extension attributable to each Lender's CAM Percentage. The amounts held in each Lender's Reserve Account shall be held as a reserve against the Revolving L/C Exposures and payment obligations in respect of Unfunded Ancillary Credit Extensions, shall be the property of such Lender, shall not constitute Loans to or give rise to any claim of or against any Loan Party and shall not give rise to any obligation on the part of the U.S. Borrower to pay interest to such Lender, it being agreed that the reimbursement obligations in respect of (x) Letters of Credit shall arise only at such times as drawings are made thereunder, as provided in Section 2.05, and (y) disbursements under any Ancillary Facility shall arise only at such time as payments are required under such Ancillary Facility.
Appears in 1 contract
